Companies are facing an increasing regulatory burden, with greater focus by boards, investors and regulators on sound corporate governance, compliance and risk management, and a continuing flow of new rules and regulations in this area.
We offer a full suite of services to support Head Office, General Counsel and Company Secretarial teams dealing with these issues.
We can provide advice and services in areas not covered by in house-teams, or we can be available to support in particularly complex areas, or where internal resources may be stretched.
Our corporate governance & compliance services include:
- best practice and compliance with institutional guidelines and the UK Corporate Governance Code
- compliance with Listing Rules, AIM Rules, Disclosure and Transparency Rules, Companies Act 2006, Takeover Code and regulatory announcements
- insider dealing protocols and share dealing codes
- board and committee structures and terms of reference, board and NED independence and changes in board composition, appointment letters and contracts, participation in boardroom induction and training programmes
- directors' duties and conflicts of interest
- constitutional document reviews
- independent advice on remuneration, audit, nominations and other committees and individual executives who may require independent advice
- annual reports and accounts - including ensuring compliance with both statutory requirements and non-statutory guidance
- Annual General Meetings and investor/shareholder issues - our advisory team provide comprehensive specialist advice on the day-to-day issues affecting companies, including AGMs, shareholder ownership issues and disputes, and
- company secretarial support.
We also advise on risk management issues ranging from the adequacy, amendment and establishment of risk management and controls to share ownership issues, including the use of internal markets to incentivise and enfranchise employees and provisions to regulate control and ownership.
We are particularly experienced in advising on the implementation, management and tax treatment of share incentive schemes and other areas on which we offer specialist advice include EU competition law, data protection, anti-bribery and investigations.
To help our clients stay up to date with the latest developments and the impact on their business, we also provide briefings and training through seminars, in workshops, via webinar or by tailored e-briefings. These services are a key part of our aim to build long term relationships and support our clients as their trusted adviser. Our team is led by experienced specialists who bring their knowledge of current and future developments to bear, often informed by their participation in legal and industry committees.
Practical Law MAR briefing
The MAR Impact on AIM Companies
MAR – FCA consults on DTR 2.5 changes
The ESMA Guidelines on delay in disclosure of inside information apply from 20 December 2016.